Visma Danmark Holding A/S entered into a binding agreement to acquire 96.49% stake in Penneo A/S (CPSE:PENNEO) from group of sellers for approximately DKK 560 million on November 29, 2024. Visma Danmark Holding and Penneo have today entered into a binding agreement pursuant to which Visma will make an all-cash voluntary recommended public takeover offer to acquire all of the shares (excluding treasury shares) in Penneo at a price of DKK 16.5 per share. Visma has sufficient capital to finance the Offer and its purchase of the Penneo shares by cash payment backed by a parent guarantee provided by Visma AS. Visma has received irrevocable undertakings to accept the Offer at the Offer Price subject to certain customary conditions, from the following shareholders in Penneo i.e., The irrevocable undertakings represent jointly approximately 43.0 % of the voting rights and share capital in Penneo, Irrevocable undertakings provided by Viking Venture 29 AS and the founders will remain in force regardless of any competing offers being made, Furthermore, ATP, whose ownership amounts to 3,374,000 shares, corresponding to approx. 9.9 % of the voting rights and share capital in Penneo, has confirmed its intention to accept the Offer absent any superior competing offer. Consequently, shareholders representing a total of 17,999,724 shares, corresponding to approx. 52.9 % of the voting rights and share capital in Penneo, have either entered into irrevocable undertakings or confirmed their intention to accept the Offer. The offer period is initially expected to expire four (4) weeks after publication of the offer document but can be extended including in order to allow time for satisfaction of the regulatory conditions. No later than three (3) business days after expiry of the offer period (as may be extended), Visma will publish the final result of the Offer. Completion of the Offer is expected to occur around January 31, 2025. As of December 19, 2024, the offer will commenced on December 20, 2024, and will close on January 21, 2025.

The board of directors of Penneo has unanimously resolved and today confirmed in the Agreement entered into with Visma that it will recommend the shareholders of Penneo to accept the Offer. The Offer will be made subject to a number of customary conditions, as well as a requirement that the total number of tendered shares in the Offer will amount to more than 90.0% of the voting rights and share capital of Penneo and that necessary approvals by relevant regulatory authorities are obtained. On January 8, 2025, Danish Competition and Consumer Authority has approved the transaction.

Visma has appointed ABG Sundal Collier Denmark, filial af ABG Sundal Collier ASA, Norge as financial advisor as well as Accura Advokatpartnerselskab as legal advisor in connection with the Offer. Danske Bank A/S is acting as financial advisor and fairness opinion provider Plesner Advokatpartnerselskab are acting as legal advisors to Penneo.

Visma Danmark Holding A/S completed the acquisition of 96.49% stake in Penneo A/S (CPSE:PENNEO) from group of sellers on January 21, 2025. The Offer has received preliminary acceptances representing 32.730282 million shares in Penneo. All conditions of the offer has fulfilled.